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US’ Guess? to go private in $1.4 bn deal with Authentic Brands

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US’ Guess? to go private in .4 bn deal with Authentic Brands



Guess?, Inc. (NYSE: GES) announced it has signed a definitive agreement for certain existing Guess? shareholders (collectively, the “Rolling Stockholders”), including Maurice Marciano, Paul Marciano, Nicolai Marciano, and Carlos Alberini and certain of their respective trusts, foundations and affiliates, to enter into a strategic partnership with Authentic Brands Group LLC (“Authentic”), under which, in connection with the take-private transaction, Authentic will acquire 51% of substantially all Guess? intellectual property after which all of the outstanding common stock of Guess? not already beneficially owned by the Rolling Stockholders will be acquired in an all-cash transaction that values Guess? at approximately $1.4 billion, including debt. The Rolling Stockholders will own 49% of all Guess? intellectual property, and current Guess? management will continue to run the business and own 100% of the operating company.

Guess?, Inc will go private in a $1.4 billion deal with Authentic Brands Group, which will acquire 51 per cent of Guess? IP.
Rolling Stockholders, including the Marcianos and CEO Carlos Alberini, will hold 49 per cent of the IP while management retains 100 per cent of operations.
Shareholders get $16.75/share cash, a 73 per cent premium.
Deal expected to close in FY26 Q4, subject to approvals.

Under the terms of the agreement, Guess? shareholders (other than the Rolling Stockholders) will receive $16.75 per share in cash, representing a premium of approximately 73% to Guess?’s unaffected closing common stock price on March 14, 2025, the last trading day prior to Guess?’s press release announcing its receipt of a non-binding acquisition proposal from a third party.

“Today’s announcement is the result of a thoughtful and independent review by the Special Committee of the Guess? Board of Directors to maximize value for Guess? shareholders,” said Alex Yemenidjian, Chairman of the Guess? Board of Directors and Chairman of the Special Committee. “With the assistance of financial and legal advisors, the Special Committee evaluated a number of potential options and unanimously determined that the transaction with Authentic and the Rolling Stockholders is the best path forward for Guess?, providing Guess? shareholders with immediate and certain cash value at a compelling premium.”

“Over our 44-year history, Guess? has established itself as a global leader in the fashion industry, and today marks another significant milestone on our journey,” said Paul Marciano, Guess? Co-Founder and Chief Creative Officer. “Guess? has always worked to create a strong network of licensing partners, and joining forces with Authentic – the world’s second largest licensor with a powerful lifestyle and entertainment platform – will enable us to build on this foundation and expand our reach as a global lifestyle brand. Guess?’s incredible legacy is a direct result of our unparalleled understanding of our customers and commitment to creating innovative and iconic designs that stand the test of time. I am grateful to our world-class team members and partners and look forward to continuing to work closely with Carlos and our talented leaders in this new chapter.”

“Through this transaction, we look forward to building on the significant progress we have made to strengthen our organization, improve brand awareness and elevate customer engagement,” said Carlos Alberini, Guess? Chief Executive Officer. “As a private company benefiting from the perspectives of a globally recognized licensing partner, Guess? will have enhanced flexibility to navigate today’s complex operating environment and execute on a more targeted, long-term strategy, enabling us to even better serve customers around the world. I want to thank the Special Committee for their diligent work to determine the best value creation opportunity for our shareholders, as well as express my gratitude to Paul for his decades of visionary leadership and continued partnership on the road ahead.”

“Guess? is a powerhouse brand that has defined style and culture for over 40 years,” said Jamie Salter, Founder, Chairman and CEO of Authentic. “We have tremendous respect for the Marcianos and their team, who have built an innovative, heritage-rich brand with incredible global reach and an established ecosystem of partners. We are excited to build on this legacy in partnership with them as Guess? enters its next chapter within our platform.”

Transaction Details

The transaction is expected to close in the fourth quarter of Guess?’s 2026 fiscal year, subject to satisfaction or waiver of regulatory and other customary conditions, including approval by the holders of a majority of Guess?’s outstanding common stock and a majority of the votes cast by the unaffiliated stockholders of Guess?.

The Guess? Board of Directors, with Paul Marciano and Carlos Alberini recusing themselves, unanimously approved the proposed transaction upon the unanimous recommendation of the Special Committee of independent and disinterested directors that led the review and negotiation of this transaction.

The Rolling Stockholders have agreed to roll over their shares of common stock and incentive equity of Guess? in connection with, and vote their shares of common stock in favor of, the proposed merger and the other transactions contemplated by the Merger Agreement, with such voting obligation terminating if the Merger Agreement is validly terminated, including in connection with a “superior proposal.”

The transaction is not subject to a financing condition. The transaction will be financed through a combination of rollover equity by the Rolling Stockholders and cash commitments by Authentic. Under the terms of the Indenture, dated as of April 17, 2023, between Guess? and U.S. Bank Trust Company, National Association, as trustee, holders of Guess?’s 3.75% convertible senior notes due 2028 (the “Convertible Notes”) will have certain rights to cause the repurchase, redemption or conversion of their Convertible Notes in connection with the transaction.

Guess? expects to pay a quarterly cash dividend of $0.225 cents per share through the closing of the transaction.

Upon completion of the transaction, Guess?’s common stock will no longer be listed on any public market.

Advisors

Solomon Partners is acting as financial advisor to the Special Committee, and Willkie Farr & Gallagher LLP and Young Conaway Stargatt & Taylor LLP are acting as legal counsel to the Special Committee.

O’Melveny & Myers LLP and Morris, Nichols, Arsht & Tunnell LLP are acting as legal counsel to Guess? and Joele Frank is serving as strategic communications advisor.

The Sage Group, LLC is acting as financial advisor and Jones Day and Ropes & Gray LLP are acting as legal counsel to the Rolling Stockholders.

J.P. Morgan Securities LLC is acting as financial advisor and Latham & Watkins LLP is acting as legal counsel to Authentic.

Note: The headline, insights, and image of this press release may have been refined by the Fibre2Fashion staff; the rest of the content remains unchanged.

Fibre2Fashion News Desk (HU)



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Bangladesh’s BGMEA makes unit price entry mandatory for UD certificate

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Bangladesh’s BGMEA makes unit price entry mandatory for UD certificate



The Bangladesh Garment Manufacturers and Exporters Association (BGMEA) recently made it mandatory for factories to provide the unit price of imported raw materials and readymade garments produced for export to get utilisation declaration (UD) certificates.

A UD certificate is a key customs document authorising the use of duty-free imported raw materials for manufacturing export-oriented garments. It is required for customs clearance, export processes and trade preferences and cash incentives.

The Bangladesh Garment Manufacturers and Exporters Association recently made it mandatory for factories to provide the unit price of imported raw materials and readymade garments produced for export to get utilisation declaration (UD) certificates.
The move, to be implemented from September 1, is aimed at ensuring transparency and accurate valuation in the industry.

The move is aimed at ensuring transparency and accurate valuation in the industry.

A BGMEA circular instructed member factories to include the information to receive the UD certificates from the trade body from September 1.

“To sustain the competitiveness of the locally produced exportable garment items in the international market and to maintain the trust of foreign buyers, it is essential to accurately declare the unit price of imported raw materials and the corresponding exportable garments produced in BGMEA member factories,” read the circular.

The notice said both global buyers and domestic regulators, including the National Board of Revenue, have raised questions about transparency and accurate value addition by the industry in the absence of unit price, according to domestic media outlets.

Both BGMEA and the Bangladesh Knitwear Manufacturers and Exporters Association (BKMEA) issue UD certificates to their members against each work order, detailing exporter, importer and raw material information.

Around 1800 member factories receive UD certificates from BGMEA every month.

Local garment items’ value addition remained almost static between 60 per cent and 64 per cent from fiscals 2012-13 to 2018-19, according to Bangladesh Bank data.

Fibre2Fashion News Desk (DS)



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Barmag to showcase sustainable yarn innovations at ITMA Asia+CITME

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Barmag to showcase sustainable yarn innovations at ITMA Asia+CITME



With its product brands Oerlikon Barmag, Oerlikon Neumag and Oerlikon Nonwoven, Barmag is presenting itself at this year’s ITMA Asia + CITME with innovations in yarn production that are above all one thing: productive and sustainable. From 28 to 31 October this year, the Swiss-based Oerlikon Group company will be showcasing its technologies for the future of yarn production in Singapore in Hall 4, booth C 204.

Barmag with its brands Oerlikon Barmag, Oerlikon Neumag and Oerlikon Nonwoven, will showcase sustainable yarn innovations at ITMA Asia + CITME in Singapore (October 28–31).
Highlights include atmos.io smart factory OS, WINGS FDY FLEX for recycled polyester, eFK EvoSmart texturing with 25 per cent energy savings, EvoSteam staple fibre tech, BCF yarn advances, and hycuTEC.

The increasingly complex world of textiles demands individual solutions that can be flexibly adapted to constantly changing market conditions. Barmag supports its customers with appropriate plant concepts and complete solution packages. Artificial intelligence has become an integral part of this world.

Bringing atmos.io to the networked factory

atmos.io is the operating system for intelligent yarn production. Every machine – whether a pilot plant or large-scale production with hundreds of positions – comes with the digital core. This makes atmos.io the basis for the smart factory. In the integrated app store, yarn manufacturers can put together exactly what they really need. atmos.io provides data-based decision-making criteria – objectively, efficiently and with a focus on quality. It digitizes the entire material flow: every bobbin carries its own data, from the melt to the warehouse. This allows yarn manufacturers to intervene in production at any time – quickly, precisely and profitably. The advantages: less waste, higher yarn quality, less effort for shop floor employees. The system integrates seamlessly into existing production and IT infrastructures. atmos.io relies on an intelligent data infrastructure that meets the highest standards of cyber security while providing consistent, trustworthy data for secure and efficient process control.

The future of filament spinning

Flexibility is the core competence of WINGS FDY FLEX, the latest winding concept for the FDY process. With an enormously wide production window, WINGS FDY FLEX is the perfect solution for short-term product changes and a wide range of yarn products. It can even process recycled polyester. This makes the FDY process with WINGS FLEX future-proof and sustainable.

What does the future hold for the POY process? Yarn manufacturers can also find out at the Barmag booth. The Barmag experts will be presenting the next generation of POY production to selected visitors – and will also be offering a captivating insight into the future of textiles.

eFK EvoSmart – innovation meets efficiency in yarn texturing

With the new eFK EvoSmart texturing machine, Barmag presents a machine concept based on the globally proven manual eFK that meets the highest quality requirements and sets new standards in operational efficiency. With a focus on energy-efficient yarn production, the eFK EvoSmart offers technological features that sustainably reduce both energy consumption and operating costs – with-out compromising on quality and process reliability. By combining energy-optimized process control with innovative components such as EvoHeater and Smart Godets, the eFK EvoSmart achieves a significant reduction in specific energy consumption – with potential savings of 25% per kilogram of yarn. The simple replacement of the heater inserts eliminates the need for time-consuming mechanical and chemical heater cleaning inside the machine. The system consisting of EvoHeater and adapted suction not only saves energy but also doubles the maintenance intervals. This reduces the maintenance requirements of the eFK EvoSmart by 50%. Shorter and less frequent downtimes increase productivity and ensure higher plant availability. Whether in weaving, knitting or finishing, consistent performance ensures smooth processes and the best results.

Concentrated innovative strength for staple fiber production

Oerlikon Neumag is setting new standards in the production of synthetic staple fibers with several technological innovations. At the heart of these innovations is the state-of-the-art EvoSteam process, which not only offers significant energy savings but also raises fiber quality to a new level. The ad-vantages over conventional processes are clear: more efficient, more sustainable and more powerful.

The EvoSteam concept is complemented by EvoDuct and EvE-2, two further pioneering developments for staple fiber spinning. EvoDuct optimizes the air flow distribution in the air supply. The result: lower pressure drop, less energy consumption and a more uniform air flow, which has a positive effect on fiber quality and fiber uniformity. EvE-2 revolutionizes monomer and hot air extraction. The newly designed extraction nozzles minimize air turbulence and improve the uniformity of the air supply. The external monomer extraction facilitates maintenance work and significantly increases spinning performance.

Another highlight: the automated spin pack wiping robot, already used in filament spinning by Oerlikon Barmag, now also cleans the spinning packages in the staple fiber process. The advantages are the same: consistent, excellent wiping quality, extended cleaning intervals, reduced personnel costs, savings in consumables, environmentally friendly and healthy, controlled silicone spray consumption and synchronization of cleaning cycles with can change and splice management.

New standards in BCF yarn production

With the new BICO BCF technology, Oerlikon Neumag is launching a completely new type of yarn that takes carpet performance to a new level: higher pile strength, improved recovery properties and approx. 20% less face fiber consumption – without compromising the brand’s renowned high quality. The result: lighter carpets with the familiar high-quality characteristics of Oerlikon Neumag yarns.

Also new to the portfolio: FiberGuard BCF – an intelligent system consisting of sensors and software that measures the yarn tension between twisting and winding in real time. The software reacts automatically to deviations and adjusts the process independently. This means less waste, higher efficiency and greater sustainability. And best of all, FiberGuard is compatible with all current BCF machines, or can be retrofitted.

Highly efficient nonwovens technologies

At the heart of this is Oerlikon Nonwoven’s patented hycuTEC unit – a real revolution for the filtration industry. Using osmosis-treated water, the system enables a high electrostatic charge to be applied to polypropylene meltblown nonwovens – with an impressive efficiency of 99.99%.

The brand also impresses in the Spunbond sector with high-performance production lines. Its potential is particularly evident in water filtration, for example through the implementation of a BiCo process utilizing polyester and co-polyester polymers.

Note: The headline, insights, and image of this press release may have been refined by the Fibre2Fashion staff; the rest of the content remains unchanged.

Fibre2Fashion News Desk (HU)



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Gap misses quarterly sales estimates on soft apparel demand, warns of tariff hit

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Gap misses quarterly sales estimates on soft apparel demand, warns of tariff hit


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Reuters

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August 29, 2025

Gap on Thursday reported comparable sales below Wall Street estimates as customers pulled back on discretionary spending, and it said U.S. tariffs would squeeze its margins in the current quarter.

Gap

Shares of the company were down about 2% in extended trading.

Inflationary prices and uncertainty arising from the Trump administration’s trade policy have curbed consumer spending, challenging CEO Richard Dickson’s turnaround efforts to revitalize its brands.

For the quarter ended August 2, Gap’s comparable sales rose 1%, missing estimates of 2.26% growth, while net sales rose slightly to $3.73 billion, almost in line with analysts’ estimates, according to data compiled by LSEG.

In the quarter, net sales in its cheaper Old Navy and namesake Gap brands ticked up 1% each. But sales fell in its pricier brands Banana Republic and Athleta. Sales in the athleisure brand continued their decline, falling 11%.

“Dickson has delivered on his promise to reinvigorate the Gap brand, though it remains to be seen if or how he can do the same for Athleta, where sales continue to decline,” said Sky Canaves, analyst at EMarketer.

Gap, like rivals including American Eagle, opens new tab and Levi Strauss, has pushed its denim line with a new viral “Better in Denim” campaign featuring the global girl group KATSEYE to bump up sales.

The campaign comes weeks after American Eagle’s “Great Jeans” denim campaign with actress Sydney Sweeney.

The company now expects annual operating margin to be between 6.7% and 7%, compared with 7.4% in 2024.

The forecast includes a tariff impact in the range of 100 to 110 basis points, which translates to a hit of $150 million to $175 million.
Canaves said the company’s profit margins could deteriorate as the year progresses.

“Tariff impacts, combined with a heavily promotional environment during the holidays, squeeze margins further.”

In May, Gap announced $250 million to $300 million in tariff-related costs and aimed to mitigate more than half of that amount while working to reduce exposure to countries struck with high tariffs on imports to the United States.

© Thomson Reuters 2025 All rights reserved.



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